Limitation on Issuer’s Liability. The Issuer shall not be obligated to pay the principal (or redemption price) of or interest on the Bonds, except from Revenues and other moneys and assets received by the Bondowner Representative on behalf of the Issuer pursuant to this Loan Agreement. Neither the faith and credit nor the taxing power of the State or any political subdivision thereof, nor the faith and credit of the Issuer is pledged to the payment of the principal (or redemption price) or interest on the Bonds. The Issuer shall not be liable for any costs, expenses, losses, damages, claims or actions, of any conceivable kind on any conceivable theory, under or by reason of or in connection with this Loan Agreement, the Bonds or the Indenture, except only to the extent amounts are received for the payment thereof from the Borrower under this Loan Agreement. The Borrower hereby acknowledges that the Issuer’s sole source of moneys to repay the Bonds will be provided by payments made by the Borrower pursuant to this Loan Agreement and the receipt of other Revenues, together with investment income on certain funds and accounts held by the Bondowner Representative under the Indenture, and hereby agrees that if the payments to be made hereunder shall ever prove insufficient to pay all principal (or redemption price) and interest on the Bonds as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Bondowner Representative, the Borrower shall pay such amounts as are required from time to time to prevent any deficiency or default in the payment of such principal (or redemption price) or interest, including, but not limited to, any deficiency caused by acts, omissions, nonfeasance or malfeasance on the part of the Bondowner Representative, the Borrower, the Issuer or any third party, subject to any right of reimbursement from the Bondowner Representative, the Issuer or any such third party, as the case may be, therefor.
Appears in 2 contracts
Samples: Loan Agreement, Loan Agreement
Limitation on Issuer’s Liability. The It is understood and agreed by the Borrower and the Holders that no covenant, provision or agreement of the Issuer shall not be obligated to pay herein or in the principal (Bonds or redemption price) in any other document executed by the Issuer in connection with the issuance, sale and delivery of or interest on the Bonds, except from Revenues and other moneys and assets received by or any obligation herein or therein imposed upon the Bondowner Representative on behalf Issuer or breach thereof, shall give rise to a pecuniary liability of the Issuer or a charge against the Issuer’s general credit or general fund or shall obligate the Issuer financially in any way except with respect to this Agreement and the application of Revenues therefrom and the proceeds of the Bonds. No failure of the Issuer to comply with any term, condition, covenant or agreement contained in this Agreement shall subject the Issuer to liability for any claim for damages, costs or other financial or pecuniary charges except to the extent that the same can be paid or recovered from this Agreement or the Revenues or proceeds of the Bonds. No execution on any claim, demand, cause of action or judgment shall be levied upon or collected from the general credit or general funds of the Issuer. In making the agreements, provisions and covenants set forth herein, the Issuer has not obligated itself except with respect to this Agreement and the application of the Revenues as hereinabove provided. The Bonds constitute special limited obligations of the Issuer, payable solely from the Revenues pledged to the payment thereof pursuant to this Loan Agreement. Neither Agreement and the faith Indenture, and credit nor the taxing power do not now and shall never constitute an indebtedness or a loan of the credit of the Issuer, the State of Georgia or any political subdivision thereof, nor thereof within the faith and credit meaning of the Issuer is pledged to the payment of the principal (any constitutional or redemption price) or interest on the Bondsstatutory provision whatsoever. The Issuer has no taxing power. It is further understood and agreed by the Borrower and the Holders that the Issuer shall incur no pecuniary liability hereunder and shall not be liable for any costsexpenses related hereto. If, expensesnotwithstanding the provisions of this Section, the Issuer incurs any expense, or suffers any losses, damages, claims or actions, of damages or incurs any conceivable kind on any conceivable theory, under or by reason of or in connection with this Loan Agreement, the Bonds or the Indenture, except only to the extent amounts are received for the payment thereof from the Borrower under this Loan Agreement. The Borrower hereby acknowledges that the Issuer’s sole source of moneys to repay the Bonds will be provided by payments made by the Borrower pursuant to this Loan Agreement and the receipt of other Revenues, together with investment income on certain funds and accounts held by the Bondowner Representative under the Indenture, and hereby agrees that if the payments to be made hereunder shall ever prove insufficient to pay all principal (or redemption price) and interest on the Bonds as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Bondowner Representativeliabilities, the Borrower shall pay such amounts as are required will indemnify and hold harmless the Issuer from time to time to prevent the same and will reimburse the Issuer for any deficiency legal or default in the payment of such principal (or redemption price) or interest, including, but not limited to, any deficiency caused other expenses incurred by acts, omissions, nonfeasance or malfeasance on the part of the Bondowner Representative, the Borrower, the Issuer or any third partythe State of Georgia in relation thereto, subject and this covenant to any right of reimbursement from the Bondowner Representativeindemnify, hold harmless and reimburse the Issuer or any such third party, as shall survive delivery of and payment for the case may be, thereforBonds.
Appears in 2 contracts
Samples: Loan Agreement (First United Ethanol LLC), Loan Agreement (First United Ethanol LLC)
Limitation on Issuer’s Liability. The Issuer shall not be obligated to pay the principal (or redemption price) of of, premium, if any, or interest on the BondsBond, except from Revenues and other moneys and assets received by the Bondowner Representative on behalf Revenues. Any obligation or liability of the Issuer pursuant to created by or arising out of this Loan AgreementAgreement (including without limitation any liability created by or arising out of the representations, warranties or covenants set forth herein or otherwise) shall not impose a debt or pecuniary liability upon the Issuer or a charge upon its general credit, but shall be payable solely out of Revenues. Neither the faith and credit issuance of the Bond nor the taxing power (Xxxxxxx Terrace) DWT 278<W)87v3 <108X288-000046 delivery of this Loan Agreement shall, directly or indirectly or contingently, obligate the Issuer to make any appropriation for payment of the State Bond. Nothing in the Bond or any political subdivision thereof, nor this Loan Agreement or the faith and credit proceedings of the Issuer is pledged authorizing the Bond or in the Act or the Law or in any other related document shall be construed to authorize the Issuer to create a debt of the Issuer within the meaning of any constitutional or statutory provision of the State. No breach of any pledge, obligation or agreement of the Issuer hereunder may impose any pecuniary liability upon the Issuer or any charge upon its general credit. THE BONDS ARE ISSUED PURSUANT TO THE LAW AND IN ACCORDANCE WITH THE ACT AND ARE A LIMITED OBLIGATION OF THE ISSUER. NEITHER THE CITY COUNCIL OF THE ISSUER NOR ANY OFFICIAL OR EMPLOYEE OF THE ISSUER NOR ANY PERSON EXECUTING THE BONDS SHALL BE LIABLE PERSONALLY ON THE BONDS OR SUBJECT TO ANY PERSONAL LIABILITY OR ACCOUNTABILITY BY REASON OF THEIR ISSUANCE. THE BONDS AND THE INTEREST THEREON ARE LIMITED OBLIGATIONS OF THE ISSUER, PAYABLE ONLY FROM THE SOURCES DESCRIBED IN THE LOAN AGREEMENT. NEITHER THE ISSUER, THE STATE NOR ANY OTHER POLITICAL CORPORATION OR SUBDIVISION OR AGENCY THEREOF SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF SUCH BONDS OR THE INTEREST THEREON OR OTHER COSTS INCIDENT THERETO EXCEPT FROM THE MONEY PLEDGED THEREFOR. THE BONDS AND THE INTEREST THEREON DO NOT AND SHALL NEVER CONSTITUTE A DEBT OF INDEBTEDNESS OR A GENERAL OBLIGATION OF THE ISSUER, THE STATE OR ANY MUNICIPAL OR POLITICAL CORPORATION OR SUBDIVISION OF THE STATE. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE NOR ANY POLITICAL CORPORATION OR SUBDIVISION OR AGENCY THEREOF NOR THE FAITH AND CREDIT OF THE ISSUER IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS OR OTHER COSTS INCIDENT THERETO. THE BONDS ARE NOT A DEBT OF THE UNITED STATES OF AMERICA. No recourse shall be had for the payment of the principal (or redemption price) of, premium, if any, or interest on the Bonds. The Issuer shall not be liable Bond or for any costsclaim based thereon or upon any obligation, expensescovenant or agreement in this Loan Agreement contained, lossesagainst, damagesthe Issuer, claims any past, present or actionsfuture member of its governing body, its officers, attorneys, accountants, financial advisors, agents or staff or the officers, attorneys, accountants, financial advisors, agents or staff of any conceivable kind on successor public entity, as such, either directly or through the Issuer or any conceivable theorysuccessor public entity, under any rule of law or penalty of otherwise, and all such liability of the Issuer, any member of its governing body and its officers, attorneys, accountants, financial advisors, agents and staff is hereby, and by reason the acceptance of the Bond, expressly waived and released as a condition of, and in consideration for, the execution of this Loan Agreement and the issuance of the Bond. It is recognized that notwithstanding any other provision of this Loan Agreement, neither Borrower nor any Bondholder shall look to the Issuer or in connection with the members of its City Council, officers, program participants, attorneys, accountants, financial advisors, agents or staff for damages suffered by Borrower or such Bondholder as a result of the failure of the Issuer to perform any covenant, undertaking or obligation under this Loan Agreement, the Bonds Bond, the Regulatory Agreement, any of the Bond Documents or Loan Documents or any of the Indentureother documents referred to herein, except only to or as a result of the extent amounts are received for the payment thereof from the Borrower under this Loan Agreement. The Borrower hereby acknowledges that the Issuer’s sole source incorrectness of moneys to repay the Bonds will be provided by payments any representation made by the Borrower pursuant Issuer in any of such documents, nor for any other reason except for representations made by the Issuer in any certificate of the Issuer and the opinion of counsel to the issuer delivered on the Delivery Date. Although this Loan Agreement and the receipt of other Revenues, together with investment income on certain funds and accounts held by the Bondowner Representative under the Indenture, and hereby agrees recognizes that if the payments such documents shall not give rise to be made hereunder shall ever prove insufficient to pay all principal (or redemption price) and interest on the Bonds as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Bondowner Representative, the Borrower shall pay such amounts as are required from time to time to prevent any deficiency or default in the payment of such principal (or redemption price) or interest, including, but not limited to, any deficiency caused by acts, omissions, nonfeasance or malfeasance on the part pecuniary liability of the Bondowner RepresentativeIssuer, nothing contained in this Loan Agreement shall be construed to preclude in any way any action or proceeding (other than that element of any action or proceeding involving a claim for monetary damages against the BorrowerIssuer) in any court or before any governmental body, agency or instrumentality or otherwise against the Issuer or any third party, subject of its officers or employees to enforce the provisions of any right of reimbursement from the Bondowner Representative, such documents which the Issuer is obligated to perform and the performance of which the Issuer has not assigned to the Trustee or any such third party, as the case may be, thereforother person.
Appears in 1 contract
Samples: Loan Agreement
Limitation on Issuer’s Liability. The Issuer shall not be obligated to pay the principal (or redemption price) of of, premium, if any, or interest on the BondsBond, except from Revenues and other moneys and assets received by the Bondowner Representative on behalf Revenues. Any obligation or liability of the Issuer pursuant to created by or arising out of this Loan AgreementAgreement (including without limitation any liability created by or arising out of the representations, warranties or covenants set forth herein or otherwise) shall not impose a debt or pecuniary liability upon the Issuer or a charge upon its general credit, but shall be payable solely out of Revenues. Neither the faith and credit issuance of the Bonds nor the taxing power delivery of this Agreement shall, directly, indirectly or contingently obligate the Issuer to make any appropriation for payment of the State or any political subdivision thereofBond. Nothing in the Bond, nor this Agreement, the faith and credit proceedings of the Issuer is pledged authorizing the Bond. the Act or any other related document shall be construed to authorize the Issuer to create a debt of the Issuer within the meaning of any constitutional or statutory provision of the State. No breach of any pledge, obligation or agreement of the Issuer hereunder may impose any pecuniary liability upon the Issuer or any charge upon its general credit. THE BONDS ARE ISSUED PURSUANT TO, AND IN ACCORDANCE, WITH THE ACT AND IS A LIMITED OBLIGATION OF THE ISSUER. NEITHER THE CITY COUNCIL OF THE ISSUER NOR ANY OFFICIAL OR EMPLOYEE OF THE ISSUER NOR ANY PERSON EXECUTING THE BONDS SHALL BE LIABLE PERSONALLY ON THE BONDS OR SUBJECT TO ANY PERSONAL LIABILITY OR ACCOUNTABILITY BY REASON OF ITS ISSUANCE. THE BONDS AND THE INTEREST THEREON ARE LIMITED OBLIGATIONS OF THE ISSUER, PAYABLE ONLY FROM THE SOURCES DESCRIBED IN THIS AGREEMENT. NONE OF THE ISSUER, THE STATE OR ANY OTHER POLITICAL CORPORATION OR SUBDIVISION OR AGENCY THEREOF SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF SUCH BONDS OR THE INTEREST THEREON OR OTHER COSTS INCIDENT THERETO EXCEPT FROM THE SOURCE OF MONEY PLEDGED THEREFOR. THE BONDS AND THE INTEREST THEREON DO NOT AND SHALL NEVER CONSTITUTE A DEBT OF INDEBTEDNESS OR A GENERAL OBLIGATION OF THE ISSUER, THE STATE OR ANY MUNICIPAL OR POLITICAL CORPORATION OR SUBDIVISION OF THE STATE. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE NOR ANY POLITICAL CORPORATION OR SUBDIVISION OR AGENCY THEREOF NOR THE FAITH AND CREDIT OF THE ISSUER IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS OR OTHER COSTS INCIDENT THERETO. THE BONDS ARE NOT A DEBT OF THE UNITED STATES OF AMERICA. No recourse shall be had for the payment of the principal (or redemption price) of, premium, if any, or interest on the Bonds. The Issuer shall not be liable Bonds or for any costsclaim based thereon or upon any obligation, expensescovenant or agreement in this Agreement contained, lossesagainst, damagesthe Issuer, claims any past, present or actionsfuture member of its governing body, its officers, attorneys, accountants, financial advisors, agents or staff or the officers, attorneys, accountants, financial advisors, agents or staff of any conceivable kind on any conceivable theorysuccessor public entity, under as such, either directly or by reason of or in connection with this Loan Agreement, the Bonds or the Indenture, except only to the extent amounts are received for the payment thereof from the Borrower under this Loan Agreement. The Borrower hereby acknowledges that the Issuer’s sole source of moneys to repay the Bonds will be provided by payments made by the Borrower pursuant to this Loan Agreement and the receipt of other Revenues, together with investment income on certain funds and accounts held by the Bondowner Representative under the Indenture, and hereby agrees that if the payments to be made hereunder shall ever prove insufficient to pay all principal (or redemption price) and interest on the Bonds as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Bondowner Representative, the Borrower shall pay such amounts as are required from time to time to prevent any deficiency or default in the payment of such principal (or redemption price) or interest, including, but not limited to, any deficiency caused by acts, omissions, nonfeasance or malfeasance on the part of the Bondowner Representative, the Borrower, through the Issuer or any third partysuccessor public entity, subject under any rule of law or penalty of otherwise, and all such liability of the Issuer, any member of its governing body and its officers, attorneys, accountants, financial advisors, agents and staff is hereby, and by the acceptance of the Bond, expressly waived and released as a condition of, and in consideration for, the execution of this Agreement and the issuance of the Bond. It is recognized that notwithstanding any other provision of this Agreement, neither the Borrower nor any bondholder shall look to the Issuer or the members of its City Council, officers, program participants, attorneys, accountants, financial advisors, agents or staff for damages suffered by the Borrower or such bondholder as a result of the failure of the Issuer to perform any covenant, undertaking or obligation under this Agreement, the Bond, the Regulatory Agreement, any of the Loan Documents or any of the other documents referred to herein, or as a result of the incorrectness of any representation made by the Issuer in any of such documents, nor for any other reason except for representations made by the Issuer in any certificate of the Issuer and the opinion of counsel to the Issuer delivered on the Closing Date. Although this Agreement recognizes that such documents shall not give rise to any right pecuniary liability of reimbursement from the Bondowner RepresentativeIssuer, nothing contained in this Agreement shall be construed to preclude in any way any action or proceeding (other than that element of any action or proceeding involving a claim for monetary damages against the Issuer) in any court or before any governmental body, agency or instrumentality or otherwise against the Issuer or any of its officers or employees to enforce the provisions of any of such third party, as documents which the case may be, thereforIssuer is obligated to perform and the performance of which the Issuer has not assigned to the Trustee or any other person.
Appears in 1 contract
Samples: Loan Agreement
Limitation on Issuer’s Liability. The Issuer shall not be obligated to pay the principal (or redemption price) of of, premium, if any, or interest on the Bonds, except from Revenues and other moneys and assets received by the Bondowner Representative on behalf Revenues. Any obligation or liability of the Issuer pursuant to created by or arising out of this Loan AgreementAgreement (including without limitation any liability created by or arising out of the representations, warranties or covenants set forth herein or otherwise) shall not impose a debt or pecuniary liability upon the Issuer or a charge upon its general credit, but shall be payable solely out of Revenues. Neither the faith and credit issuance of the Bonds nor the taxing power delivery of this Agreement shall, directly or indirectly or contingently, obligate the Issuer to make any appropriation for payment of the State Bonds. Nothing in the Bonds or any political subdivision thereof, nor this Agreement or the faith and credit proceedings of the Issuer is pledged authorizing the Bonds or in the Act or the Law or in any other related document shall be construed to authorize the Issuer to create a debt of the Issuer within the meaning of any constitutional or statutory provision of the State. No breach of any pledge, obligation or agreement of the Issuer hereunder may impose any pecuniary liability upon the Issuer or any charge upon its general credit. THE BOND IS ISSUED PURSUANT TO THE LAW AND IN ACCORDANCE WITH THE ACT AND IS A LIMITED OBLIGATION OF THE ISSUER. NEITHER THE CITY COUNCIL OF THE ISSUER NOR ANY OFFICIAL OR EMPLOYEE OF THE ISSUER, NOR ANY PERSON EXECUTING THE BOND SHALL BE LIABLE PERSONALLY ON THE BOND OR SUBJECT TO ANY PERSONAL LIABILITY OR ACCOUNTABILITY BY REASON OF THEIR ISSUANCE. THE BOND AND THE INTEREST THEREON ARE LIMITED OBLIGATIONS OF THE ISSUER, PAYABLE ONLY FROM THE SOURCES DESCRIBED IN THE LOAN AGREEMENT. NEITHER THE ISSUER, THE STATE NOR ANY OTHER POLITICAL CORPORATION OR SUBDIVISION OR AGENCY THEREOF SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF SUCH BOND OR THE INTEREST THEREON OR OTHER COSTS INCIDENT THERETO EXCEPT FROM THE MONEY PLEDGED THEREFOR. THE BOND AND THE INTEREST THEREON DO NOT AND SHALL NEVER CONSTITUTE A DEBT OF INDEBTEDNESS OR A GENERAL OBLIGATION OF THE ISSUER, THE STATE OR ANY MUNICIPAL OR POLITICAL CORPORATION OR SUBDIVISION OF THE STATE. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE NOR ANY POLITICAL CORPORATION OR SUBDIVISION OR AGENCY THEREOF NOR THE FAITH AND CREDIT OF THE ISSUER IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE OR OTHER COSTS INCIDENT THERETO. THE BOND IS NOT A DEBT OF THE UNITED STATES OF AMERICA. No recourse shall be had for the payment of the principal (or redemption price) of, premium, if any, or interest on the Bonds. The Issuer shall not be liable Bonds or for any costsclaim based thereon or upon any obligation, expensescovenant or agreement in this Agreement contained, lossesagainst, damagesthe Issuer, claims any past, present or actionsfuture member of its governing body, its officers, attorneys, accountants, financial advisors, agents or staff or the officers, attorneys, accountants, financial advisors, agents or staff of any conceivable kind on any conceivable theorysuccessor public entity, under as such, either directly or by reason of or in connection with this Loan Agreement, the Bonds or the Indenture, except only to the extent amounts are received for the payment thereof from the Borrower under this Loan Agreement. The Borrower hereby acknowledges that the Issuer’s sole source of moneys to repay the Bonds will be provided by payments made by the Borrower pursuant to this Loan Agreement and the receipt of other Revenues, together with investment income on certain funds and accounts held by the Bondowner Representative under the Indenture, and hereby agrees that if the payments to be made hereunder shall ever prove insufficient to pay all principal (or redemption price) and interest on the Bonds as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Bondowner Representative, the Borrower shall pay such amounts as are required from time to time to prevent any deficiency or default in the payment of such principal (or redemption price) or interest, including, but not limited to, any deficiency caused by acts, omissions, nonfeasance or malfeasance on the part of the Bondowner Representative, the Borrower, through the Issuer or any third partysuccessor public entity, subject under any rule of law or penalty of otherwise, and all such liability of the Issuer, any member of its governing body and its officers, attorneys, accountants, financial advisors, agents and staff is hereby, and by the acceptance of the Bonds, expressly waived and released as a condition of, and in consideration for, the execution of this Agreement and the issuance of the Bonds. It is recognized that notwithstanding any other provision of this Agreement, neither Borrower nor any Owner shall look to the Issuer or the members of its City Council, officers, program participants, attorneys, accountants, financial advisors, agents or staff for damages suffered by Borrower or such Owner as a result of the failure of the Issuer to perform any covenant, undertaking or obligation under this Agreement, the Bonds, the Regulatory Agreement, any of the Bond Documents or Loan Documents or any of the other documents referred to herein, or as a result of the incorrectness of any representation made by the Issuer in any of such documents, nor for any other reason except for representations made by the Issuer in any certificate of the Issuer and the opinion of counsel to the Issuer delivered on the Delivery Date. Although this Agreement recognizes that such documents shall not give rise to any right pecuniary liability of reimbursement from the Bondowner RepresentativeIssuer, nothing contained in this Agreement shall be construed to preclude in any way any action or proceeding (other than that element of any action or proceeding involving a claim for monetary damages against the Issuer) in any court or before any governmental body, agency or instrumentality or otherwise against the Issuer or any of its officers or employees to enforce the provisions of any of such third party, as documents which the case may be, thereforIssuer is obligated to perform and the performance of which the Issuer has not assigned to the Trustee or any other person.
Appears in 1 contract
Samples: Construction and Term Loan Agreement
Limitation on Issuer’s Liability. The Issuer shall not be obligated to pay the principal (or redemption price) of or interest on the Bonds, except from Revenues and other moneys and assets received by the Bondowner Representative on behalf of the Issuer pursuant to this Loan Agreement. Neither the faith and credit nor the taxing power of the State or any political subdivision thereof, nor the faith and credit of the Issuer or any member is pledged to the payment of the principal (or redemption price) or interest on the Bonds. The Issuer shall not be liable for any costs, expenses, losses, damages, claims or actions, of any conceivable kind on any conceivable theory, under or by reason of or in connection with this Loan Agreement, the Bonds or the Indenture, except only to the extent amounts are received for the payment thereof from the Borrower under this Loan Agreement. The Borrower hereby acknowledges that the Issuer’s sole source of moneys to repay the Bonds will be provided by payments made by the Borrower pursuant to this Loan Agreement and the receipt of other Revenues, together with investment income on certain funds and accounts held by the Bondowner Representative under the Indenture, and hereby agrees that if the payments to be made hereunder shall ever prove insufficient to pay all principal (or redemption price) and interest on the Bonds as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Bondowner Representative, the Borrower shall pay such amounts as are required from time to time to prevent any deficiency or default in the payment of such principal (or redemption price) or interest, including, but not limited to, any deficiency caused by acts, omissions, nonfeasance or malfeasance on the part of the Bondowner Representative, the Borrower, the Issuer or any third party, subject to any right of reimbursement from the Bondowner Representative, the Issuer or any such third party, as the case may be, therefor.
Appears in 1 contract
Samples: Loan Agreement
Limitation on Issuer’s Liability. The It is understood and agreed by the Borrower and the Holders that no covenant, provision or agreement of the Issuer shall not be obligated to pay herein or in the principal (Bonds or redemption price) in any other document executed by the Issuer in connection with the issuance, sale and delivery of or interest on the Bonds, except from Revenues and other moneys and assets received by or any obligation herein or therein imposed upon the Bondowner Representative on behalf Issuer or breach thereof, shall give rise to a pecuniary liability of the Issuer or a charge against its general credit or general fund or shall obligate the Issuer financially in any way except with respect to this Agreement and the application of Revenues therefrom and the proceeds of the Bonds. No failure of the Issuer to comply with any term, condition, covenant or agreement therein shall subject the Issuer to liability for any claim for damages, costs or other financial or pecuniary charges except to the extent that the same can be paid or recovered from this Agreement or the Revenues or proceeds of the Bonds. No execution on any claim, demand, cause of action or judgment shall be levied upon or collected from the general credit or general funds of the Issuer. In making the agreements, provisions and covenants set forth herein, the Issuer has not obligated itself except with respect to this Agreement and the application of the Revenues as hereinabove provided. The Bonds constitute special obligations of the Issuer, payable solely from the Revenues pledged to the payment thereof pursuant to this Loan Agreement. Neither Agreement and the faith Indenture, and credit nor the taxing power do not now and shall never constitute an indebtedness or a loan of the credit of the Issuer, the State of Iowa or any political subdivision thereof, nor thereof within the faith and credit meaning of the Issuer is pledged to the payment of the principal (any constitutional or redemption price) or interest on the Bondsstatutory provision whatsoever. The Issuer has no taxing power. It is further understood and agreed by the Borrower and the Holders that the Issuer shall incur no pecuniary liability hereunder and shall not be liable for any costsexpenses related hereto. If, expensesnotwithstanding the provisions of this Section, the Issuer incurs any expense, or suffers any losses, damages, claims or actions, of damages or incurs any conceivable kind on any conceivable theory, under or by reason of or in connection with this Loan Agreement, the Bonds or the Indenture, except only to the extent amounts are received for the payment thereof from the Borrower under this Loan Agreement. The Borrower hereby acknowledges that the Issuer’s sole source of moneys to repay the Bonds will be provided by payments made by the Borrower pursuant to this Loan Agreement and the receipt of other Revenues, together with investment income on certain funds and accounts held by the Bondowner Representative under the Indenture, and hereby agrees that if the payments to be made hereunder shall ever prove insufficient to pay all principal (or redemption price) and interest on the Bonds as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Bondowner Representativeliabilities, the Borrower shall pay such amounts as are required from time to time to prevent any deficiency or default in the payment of such principal (or redemption price) or interest, including, but not limited to, any deficiency caused by acts, omissions, nonfeasance or malfeasance on the part of the Bondowner Representative, the Borrower, will indemnify and hold harmless the Issuer or any third party, subject to any right of reimbursement from the Bondowner Representative, same and will reimburse the Issuer for any legal or any such third partyother expenses incurred by the Issuer in relation thereto, as and this covenant to indemnify, hold harmless and reimburse the case may be, thereforIssuer shall survive delivery of and payment for the Bonds.
Appears in 1 contract